HomeMy WebLinkAbout109315 COLORADO DOORWAYS INC - PURCHASE ORDER - 9956540Date: 12/7/2009
City of
ort Collins
Page Number: 1
Delivery Date: 10/30/2009
Purchase Order Number: 9956540
Buver: HUME.JAMES
Purchase Order number must appear on invoices, packing lists, labels, bills of lading, and all correspondence.
Note:
Line Qty/Units Description Extended Price
2 1 LOT 17,165.00
Addendum
281 N. College: Install Access Control for Building and Zoning entry, Current Planning and second fl
Corridor
1. Revision to PO 9956540
2. Accept proposed changes under Alt 1 and Alt 2
3. Accept Alt 3
All per quote dated Nov 23, 2009
J
Total
City of Fort CotfinDirector of Purchasing and Risk Management
This order is n alid over $5000 unless signed by James B. O'Neill II, CPPO
City of Fort Collins Purchasing, PO Box 580, Fort Collins, CO 80522-0580
Phone: 970-221-6775 Fax: 970-221-6707 Email: purchasing@fcgov.com
$17,165.00
Invoice Address:
City of Fort Collins
Accounting Department
PO Box 580
Font Collins, CO 80522-0580
Purchase Order Terms and Conditions
I. COMMERCIAL DETAILS.
Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is
95-04502. Federal Excise Tax Exemption Certificate of Registry 84-(i000587 is registered with the Collector of
Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973, Chninct 39-26, 1 14 (a),
Goods Rejected. GOODS REJECTED due to Failure to meet specifications, either when shipped or due to defects of"
damage in transit, may be Iettuned to you for credit and are not to be replaced except upon receipt of written
instructions fioat the City of Fort Collins.
Inspection. GOODS at subject to the City of Fort Collins inspection on arriva
Final Acceptance. Receipt ofthe merchandise, services or equipment in response to this order can result in authorized
payment on the pail of the City of Foul Collins. However, it is to be understood that 1-1NAL ACCEPTANCE is
dependent upon completion of all applicable required inspection procedures.
Freight Terns. Shipments must be F.O.B., City of Fort Collins. 700 Wood St.. Fort Collins. CO S0522, unless
otheiAvise specified on this order. Ifpcnnission is given to prepay freight and charge separately, the original freight bill
nnust accompany invoice. Additional charges for packing will not be accepted.
Shipment Distance. Where manufacturers have distributing points in various pans of the country. shipnnnt is expected
front the nearest distribution point to destination, and excess freight Will be deducted from Invoice when shipments are
nmade front greater distance.
Permits. Seller shall procure at sellers sole costa I I necessarypennies. certificates and licenses «quired by all applicable
Imes. regulations. ordinances and it ofthe state, mnnicipa l it y. territory or pot It real s IxIiors ion Wlie i c II1c• \York is
perfornmed, or required by any other duly constituted public authority having jurisdiction over the Work of vendor.
Seller further agrees to hold the City of Fon Collins harmless from and against all liability and loss incurred bylhcluby
reason of an asserted or established violation ofany such laws, regulations, ordinances, rules and requirements.
Authorization. All parties to this contract agree that the representatives arc, in I"act, bona fide and possess fill] and
complete authority to bind said parties.
LIMITATION OF TERMS. This Purchase Order expressly limits acceptance tothe terns and conditions snletl herein
set forth and any supplementay or additional terns and conditions annexed hcre•to m incorporated herein by reference.
Any additional or different terns and conditions proposed by seller are objected to and hereby rejected.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to anive on your
promised delivery date as noted. Time is ofthe essence. Delivery and performance must be effected within the tittle
stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without
limitation, acceptance of partial late deliveries, shall operate as a waiver ofthis provision. In the event ofa ydelav, the
Purchaser shall have, in addition to other legal and equitable remedies. the option of placing this order elsewhere and
holding the Seller liable for damages. However, the Seller shall not be liable for dantages as a result of belays due to
causes not reasonably foreseeable which are beyond its reasonable control anti without its fault of negligence, such acts
of God, acts of civil of military authorities, governmental priorities, fires, strikes. flood. epidemics, at or riots
provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the tittle
when the Seller first received knowledge thereof. In the event of:nysuch delay, the date ofdelivery shall be extended
for the period equal to the time actually lost by reason of the delay.
3. WARRANTY.
The Seller Warrants that all goods, articles, materials and Work covered by this order Will contemn With applicable
drawings, specifications, samples and/or other descriptions given. Will be fit lot the purposes intended. and pertimned
with the highest degree of care and competence in accordance With accepted standards for Work of a similar nature.
The Seller agrees to hold the purchaser harmless front any loss, damage or expense \which the Purchaser may suffer or
incur on account ofthe Sellers breach of warranty. The Seller shall replace, repair or make good, Without cost to the
purchaser, any defects or faults at within one (1) year or Within such longer period of time as maybe prescribed by
law or by the tens of any applicable Walla lily provided by the Seller alter the date of acceptance of the goods
fumished hereunder (acceptance not to be unreasonably delayed), resulting Gout imperfect or detective Work done or
materials furnished by the Seller. Acceptance or use of goods by the Ptt'chuSCr' shall not constitute a waiver of any
claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall
extend to all damages proximately caused by the breach of any of the foregoing Wnrmnies or guarantees. but such
liability shall in no event include loss of profits or loss of use. NO INIPLIED WARRANTY OR
MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY,
4. CHANGES IN LEGAL TERNIS.
The Purchaser may make changes to legal terns by written change order.
5. CHANGES IN COMMERCIAL TERMS.
"file Ptrr'clMSermay make any changes to the terns, other than legal terns. including additions to of deletions tronithe
quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such chance
affects the amount due or the lime of performance hereunder, an equitable adjustment shall be matte.
6. TERMINATIONS.
The Purchaser may at any time by written change order, terminate this agreement as to any or all portions ofthe goods
then not shipped, subject to any equitable adjustment between the patties as to any work or nsrteria]s then in progress
provided that the Purchaser shall not be liable for:ny claims for anticipated profits on the uncompleted portion ofthe
goods and/or work. for incidental or consequential damages, and that no such adjustment benode in favor of the Seller
with respect to any goods Which are the Sellers standard stock. No such termination shall relieve the Iurchaser or the
Seller ofany of their obligations as to any goods delivered hereunder.
7. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment must be asserted within thirty (30) days fi oat the date the change m tennination is ordered.
S. COMPLIANCE WITH LAW.
The Seller Warrants that all goods sold hereunder shall have been produced, sold, delivered and furnished in strict
compliance with all applicable laws and regulations to which the goods are subject. "Pile Seller shall execute and deliver
such documents m may be required to effect or evidence compliance. All laws and regulations tcquired to be
incorporated in agreements of this chaacter are hereby incorporated herein by this reference. "rile Scllm agrees to
indemnify and hold the Purchaser harmless from all costs and damages sullercd by the Purchaser as a result of the
Sellers failure to comply with such law.
If and only to the extent this [Agreement] constitutes a "sole source government contract" within the meaning of
Article XX V I I I of the Colorado Constitution ("Artiele XX V I I I" ), then the provisions o(Section 15 of Article XX V I I I
are hereby incorporated into this [Agreement]. In such a case. if the [Contractor] of any other person Who is
"contract holder" as defined in Section 2(4.5) of Article XXVIII intentionally violates Section 15 orSection 17(2) of
Article XXVIII, then the [Contactor) agrees it shall be ineligible to hold any sole source government contact. or
public employment with the state of Colorado or any of its political subdivisions. for three years.
Q. ASSIGNMENT.
Neither party shall assign, transfer, or convey this order, or any monies clue or to become clue hereunter without the
prior written consent ofthe other party.
to. TITLE.
The Seller wall ants fill, clear and unrestricted title to the Purchaser for all equipment, naterials, and items furnished in
perfunn:mce of this agreement. Gee and clear of any and all liens. restrictions, reservations, security interest
encumbrances and claims of others.
11. NONVAIVER.
Failure of the Purchaser to insist upon strict performance ofthe terns and conditions hereof, failure or delay to
e.xcrcisc any rights or remedies provided herein m bylaw, failure to promptly notify the Seller in the event of a breach.
the nccept:nce of or payment for goods hereunder or approval ofthe design, shall not release the Seller of any of the
warranties or oblie:uious ofthis purchase order and shall not bedeemed a waiver of any right ofthe purchaser to insist
upon st ict pet(onnance hereof of any of its rights or remedies as to any such goods, regardless of when shipped,
I eceived or accepted. as to any prior m subsequent default hereunder, not shall any purported oral modification or
rescission of this purchase order by the Purchaser operate as a waiver ofany ofthe terns hereof.
12. ASSIGNMENT OF ANTITRUST CLAIMS.
Sellerr:nd the Purchaser recognize that in actual econonnic practice, overcharges resulting from antitrust violations are
Ili fact borne by the Purchaser.'I'hereto(ore, for good cause and as consideration for executing this putclaseorder, the
Seller hereby assigns to the Purchaser any and all clains it may now have or hereafter acquired under federal or state
antitrust laws for such overcharges relating to the particular goods or services purchased m acquired by the Purchaser
pursuant to this purchase order:
13. PURCHASERS' PERFORNIANCE OF SELLERS OBLIGATION'S.
If the I'utchaser directs the Seller to correct nonconforming of defective goods by a date to be agreed upon by the
Purchaser and the Seller. and the Seller thereafter indicates its inability or umeillinuness tobomply, the Purchaser may
cause the ivork4tu, be Nerforined`by the ntost.expeditious� means available to it. and the Seller shall pay all costs
nssoci:uvd dish sLch .wnik:i, i_ •}' J-T' •��", �s
The• Seller shall release the Purchaser and its contractors ofany tier front all liability and claims ofany nature resulting
Gorr the performance of such work.
']'his releas'c shall apply even in the event of fault of negligence ofthe party released and shall extend to the directors,
officers and emmployees of such parry.
The Scller's contractual obligations. including waranty, shall not be deemed tube reduced, in any way, because such
Work is performed or caused io Ixjperformedby tl(e�surclmiscr. ��: `��,\ �`,!.• ,.r \
14. PATENTS.
Whenever the Seller is required to use any design, device, material or process covered by letter. patent. tradenark or
copyright. the Seller shall indemnify and save harmless the Purchaser front any and all clains for ire ingenient by reason
ofthe use ofsuch patented design, device, material or process in connection with the contract, and shall indemnify the
Parr"ch:tst'r" for any cost. expense or damage which it may be obliged to pay by reason of such infringement at anytime
during the prosecution of after the completion ofthe Work. In case said equipment, or any pail thereofor the intended
use of the goods, is in such suit held to constitute infringement and the use of said equipment or pail is enjoined, the
Seller sh;dL at its own expense and at its option, either procure for the Purchaser the right to continue using said
equipment or parts. replace the saute with substantially equal but not -infringing equipnneot, or modify it so it beconmes
non -infringing.
15. INSOLVENCY.
If the Seller shall hecu IIc insolvent of bankrupt. make an assignment lot the• benefit ofcreditors, appoint a receiver or
trust cc let an of the Sellers property or business, this order may fort It ,itIt be canceled by the Purchaser without
liability.
16. GOVERNING LAW.
The definitions of terns used or the interpretation ofthe agi eenment and the rights of all parties hereunder shall lx
construed under and governed by the laws ofthe State of Colorado. USA.
The hollowing Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the
services of Sellers Represenntive(s), on the premises of others.
17. SELLERS RESPONSIBILITY.
The Seller shall can on said \York at Seller's own risk until the same is fully completed and accepted, and shall, in case
of any accident, destruction or injury to the work and/or materials before Seller's final completion and acceptance,
mlplete the work m Seller's awn expense and to the satisfaction ofthe Purchaser. When materials and equipment tan
furnished by others fin' installation or erection by the Seller, the Seller shall receive. unload. store and handle same at
the site and beconu• responsible• therefor as though such loaner ials and/or equipment Were being furnished bythe Seller
under the order.
IS. INSURANCE. -
Thc Scller shall, at his own expense, provide (r the paynnent of workers compensation, including occupational disease
benefits, to its employees employed on m in connection with the work covered by this purchase order, and/or totheir
dependents in accordance with the laws ofthe state in which tine work is to be done. The Seller shall also carry
comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with
bodily injury and death limits of at least S300,000 tot any one person, $500.000 for any one accident and property
damage limit per accident of S400.000. The Seller shall likewise require his contractors. if any. to provide for such
compensation and insurance. Before any of the Sellers or his contractors employees shall do any work upon the
premises ofothers, the Seller shall furnish the Purchaser With a certificate that such compensation and insurance have
been provided. Such certificates shall specify the date When such compensation and insurance have been provided.
Such certificates shall specify the date When such compensation and insurance expires. The Seller agrees that such
compensation and insurance shall be maintained until after the entire work is completed and accepted.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Seller hereby assumes the entire responsibility and liability for any and all damage, loss or injury ofany kind or
nature whatsoever to persons of properly caused by or resulting from the execution ofthe work provided for in this
purchase order or in connection herewith. The Seller Will indemnify and hold hamrless the Purchaser and any or all of
the Purchasers officers, agents and employees from and against any and all clains, losses, damages, charges or
expenses. Whether direct or indirect, and Whether to persons or property to Which the Purchaser maybe put or subject
by reason of any act, action, neglect. omission or default on the pail ofthe Seller. any ofhis contractors, or anyofthe
Sellers or contractors officers. agents or employees. In case any suit or other proceedings shall bebrought against the
Purchaser, or its officers, agents or employees at anytime on account art by reason ofany act, action, neglect, omission
or delault of the Seller of any of his contractors or any of its or their officers, agents or employees as aforesaid, the
Seller hereby agrees to assume the defense thereof and to defend the same at the Sellers own expense, to pay any and
all costs. charges, attorneys fees and other expenses. any and all judgnments that maybe incurred by or obtained against
the Purchaser of any of its of their officei s. agents or employees in such suits or other proceedings, and in case
judgement or other lien be placed upon or obtained against the property ofthe Purchaser, of said parties in of as a result
ofsuch suits m other proceedings. the Seller Will at once cause the sane to be dissolved and discharged bygiving brut
or otherwise. The Seller and his contractors shall take all safety precautions, furnish and install all guards necessity for
the prevention of accidents, comply With all laws and regulations with regard to safety including, but without
limitation, the Occupational Safetyand Health Act of 1970 and all rules and regulations issued pursuant thereto.
Revised 04/2009